This is what Bogart meant when he was referring to a hill of beans. The rise and fall of Fascism provides a cozy backdrop to a ménage à trois involving Gilda (Charlize Theron, trying to outglam Rita Hayworth), the spoiled, promiscuous daughter of a French Fascist Champagne mogul, Guy (Stuart Townsend), an idealistic Cambridge student with a charming Irish brogue, and Mia (Penélope Cruz), a Spanish refugee with a bum leg whom Gilda finds on the street. The sex is pretty good, and the costumes and sets are even better as they move from Paris to London and the years pass until Guy and Mia decide to serve in the Spanish Civil War and Gilda decides to stay home and pout. But as Guy reminds us in his voiceover narration, Spain was just a rehearsal. No, this isnít exactly Hemingway, and neither is it Casablanca, Il conformista, The Unbearable Lightness of Being, or any of the other films Clouds steals from or merely echoes. Writer/director John Duigan had one great film, Flirting; since then, he seems to have had his head in the clouds himself. As for Theron, after proving in Monster that she can look ugly with the right make-up, here she proves she can look stunningly beautiful with (and without) the right clothes. (132 minutes)